The following documents are incorporated in and taken to form part of, this Base Prospectus (each of which has been filed with the Central Bank in accordance with the Prospectus Regulation):
(a) the Issuer’s annual information form dated March 11, 2021 (https://www.desjardins.com/ressources/pdf/d50-notice-annuelle-fcdq-2020-t4-e.pdf) for the year ended December 31, 2020, excluding all information incorporated therein by reference (such information is not relevant for investors or is covered elsewhere in this Base Prospectus) (available at: http://www.desjardins.com/ca/about-us/investor-relations) (the “Federation 2020 Annual Information Form”);
(b) the following sections of Desjardins Group’s 2020 Annual Report (www.desjardins.com/ressources/pdf/d50-rapport-annuel-mcd-2020-t4-e.pdf?resVer=1615485982000&navigMW=la) for the year ended December 31, 2020 (the “DG 2020 Annual Report”):
(i) management’s discussion and analysis for the year ended December 31, 2020 which is provided on pages 1 to 110 of the DG 2020 Annual Report (the “DG 2020 MD&A”);
(ii) Desjardins Group’s audited combined financial statements for the years ended December 31, 2020 and 2019, together with the auditor’s report thereon which are provided on pages 111 to 207 of the DG 2020 Annual Report (available at: http://www.desjardins.com/ca/about-us/investor-relations) (collectively, the “DG 2020 Combined Financial Statements”);
the remainder of the DG 2020 Annual Report is not relevant for investors or is covered elsewhere in this document and is not incorporated by reference;
(c) the following sections of Desjardins Group’s Third Quarter 2021 report (https://www.desjardins.com/ressources/pdf/d50-rapport-trimestriel-mcd-2021-3-e.pdf) (the “DG 2021 Q3 Report”):
(i) management’s discussion and analysis for the three-month and nine-month periods ended September 30, 2021 which is provided on pages 4 to 58 of the DG 2021 Q3 Report (the “DG 2021 Q3 MD&A”);
(ii) Desjardins Group’s unaudited condensed interim combined financial statements as at and for the three-month and nine-month period ended September 30, 2021 with comparative unaudited interim combined financial statements as at December 31, 2020 and for the three-month and nine-month period ended September 30, 2020 (the “DG Q3 2021 Unaudited Combined Financial Statements”) which is provided on pages 59 to 87 of the DG 2021 Q3 Report (available at:
http://www.desjardins.com/ca/about-us/investor-relations);
the remainder of the DG 2021 Q3 Report is not relevant for investors or is covered elsewhere in this document and is not incorporated by reference;
(d) monthly (unaudited) Investor Report (https://www.desjardins.com/ressources/pdf/fcdq-monthly-investor-report-november-2021.pdf?resVer=1639162979000) containing information on the Covered Bond Portfolio as at the Calculation Date falling on November 30, 2021;
(e) the section entitled “Terms and Conditions of the Covered Bonds” set out on pages 55 to 86 of the prospectus (https://www.desjardins.com/ressources/pdf/d00-prospectus-21-12-2017-e.pdf?resVer=1513970330000) in connection with the Programme dated December 21, 2017, comprising the terms and conditions applicable to Covered Bonds issued pursuant to such prospectus; the remainder of such prospectus is not relevant for prospective investors or is covered elsewhere in this document and is not incorporated by reference;
(f) the section entitled “Terms and Conditions of the Covered Bonds” set out on pages 63 to 95 of the prospectus (https://www.desjardins.com/ressources/pdf/d00-prospectus-19-12-2018-e.pdf?resVer=1545324921000) in connection with the Programme dated December 19, 2018, comprising the terms and conditions applicable to Covered Bonds issued pursuant to such prospectus; the remainder of such prospectus is not relevant for prospective investors or is covered elsewhere in this document and is not incorporated by reference;
(g) the section entitled “Terms and Conditions of the Covered Bonds” set out on pages 65 to 100 of the prospectus (https://www.desjardins.com/ressources/pdf/d00-prospectus-20-12-2019-e.pdf?resVer=1576864893000) in connection with the Programme dated December 20, 2019, comprising the terms and conditions applicable to Covered Bonds issued pursuant to such prospectus; the remainder of such prospectus is not relevant for prospective investors or is covered elsewhere in this document and is not incorporated by reference; and (h) the section entitled “Terms and Conditions of the Covered Bonds” set out on pages 71 to 105 of the prospectus
(https://www.desjardins.com/ressources/pdf/d00-prospectus-21-12-2020-e.pdf?resVer=1608816198000) in connection with the Programme dated December 21, 2020, comprising the terms and conditions applicable to Covered Bonds issued pursuant to such prospectus; the remainder of such prospectus is not relevant for prospective investors or is covered elsewhere in this document and is not incorporated by reference.
Any documents themselves incorporated by reference in the documents incorporated by reference in this Base Prospectus will not form part of this Base Prospectus. Any non-incorporated parts of a document referred to herein are either (i) not considered by the Issuer to be relevant for investors in the Covered Bonds to be issued under the Programme, or (ii) is covered elsewhere in this Base Prospectus.
Following the publication of this Base Prospectus, one or more supplements to this Base Prospectus may be prepared by the Issuer and approved by the Central Bank in accordance with Article 23 of the Prospectus Regulation. Statements contained in any such supplement (or contained in any document incorporated by reference therein) shall, to the extent applicable (whether expressly, by implication or otherwise), be deemed to modify or supersede statements contained in this Base Prospectus or in a document which is incorporated by reference in this Base Prospectus. Any statement so modified or superseded shall not, except as so modified or superseded, constitute a part of this Base Prospectus. The Issuer will prepare supplements to this Base Prospectus from time to time for the purpose of incorporating by reference Investor Reports into this Base Prospectus.
Copies of this Base Prospectus and the documents incorporated by reference in this Base Prospectus and any supplement hereto approved by the Central Bank can be (i) viewed on the website of the Issuer and Desjardins Group at https://www.desjardins.com/ca/about-us/investor-relations/annual-quarterly-reports/federation-caisse-desjardins-quebec/index.jsp and https://www.desjardins.com/ca/about-us/investor-relations/annual-quarterly-reports/desjardins-group/index.jsp; (ii) obtained on written request and without charge from the specified offices of the Issuer and each Paying Agent, as set out at the end of this Base Prospectus; and (iii) viewed on the Issuer’s website maintained in respect of the Programme in French at
http://www.desjardins.com/a-propos/relations-investisseurs/investisseurs-titres-revenu-fixe/obligations-securisees-ccd-modalites-acces/index.jsp and in English at http://www.desjardins.com/ca/about-us/investor-relations/fixed-income-investors/ccd-covered-bonds-terms-access/index.jsp. Copies of this Base Prospectus and any supplement hereto approved by the Central Bank can be viewed on the website of Euronext Dublin under the name of the Issuer. The Issuer’s disclosure documents may also be accessed through the Internet on the Canadian System for Electronic Document Analysis and Retrieval at http://www.SEDAR.com (an internet-based securities regulatory filing system).
Except as stated within this section, neither the content of any website nor the content of any website accessible from hyperlinks within such website is incorporated by reference into, or forms a part of, this Base Prospectus.
The Issuer will, in the event of any significant new factor, material mistake or material inaccuracy relating to the information included in this Base Prospectus which may affect the assessment of any Covered Bonds, prepare a supplement to this Base Prospectus or publish a new Base Prospectus for use in connection with any subsequent issue of Covered Bonds issued in circumstances requiring publication of a prospectus under the Prospectus Regulation. The Issuer has undertaken to the Dealers in the Dealership Agreement that it will comply with the Prospectus Regulation.